RISING PHOENIX REMEDIES, INC.

ARTICLES OF INCORPORATION OF A NON-TAX-EXEMPT (Arizona Non-Profit Corporation)
1. Name: The Name of the Corporation is Rising Phoenix Remedies, Inc.
2. Character of Affairs: The character of affairs of the corporation will be: Medical marijuana dispensary.
3. Board of Directors The initial board of directors shall consist of 1 director(s). The name(s) and address(es) of the person(s) who is(are) to serve as the director(s) until the first annual meeting of the members, if a member corporation, or Board of Directors, if the corporation has no members, or until his(her)(their) successor(s) is(are) elected and qualifies is(are): Craig Pittman, 6613 N. Scottsdale Rd., Scottsdale, AZ 85250. The number of persons to serve on the board of directors thereafter shall be fixed by the Bylaws.
4. Indemnification: The power of indemnification under the Arizona Revised Statutes shall not be denied or limited by the bylaws.
5. Known Place of Business. (In Arizona) The street address of the known place of business of the Corporation is: c/o Michael S. Smalley, 6613 N. Scottsdale Rd., Scottsdale, AZ 85250.
6. Statutory Agent. (In Arizona) The name and address of the statutory agent of the Corporation is: Michael S. Smalley, 6613 N. Scottsdale Rd., Scottsdale, AZ 85250.
7. Incorporators. The name(s) and address(es) of the incorporator(s) is (are): Craig Pittman, 6613 N. Scottsdale Rd., Scottsdale, AZ 85250. All powers, duties and responsibilities of the incorporators shall cease at the time of delivery of these Articles of Incorporation to the Arizona Corporation Commission.
8. MEMBERS (Check One) The corporation [X] will [ ] will not have members.
EXECUTED this 29th day of December, 2010 by all of the incorporators. Signed: /s/ Craig Pittman. PHONE 602-910-5585 FAX 480-505-3925. Acceptance of Appointment By Statutory Agent. The undersigned hereby acknowledges and accepts the appointment as statutory agent of the above-named corporation effective this 28th day of December, 2010. Signed /s/ Michael S. Smalley.
1/28, 2/4, 2/11, 2011 editions Arizona Capitol Times